The Members of Katare Spinning Mills Limited
Report on the Standalone Financial Statements Opinion
I have audited the accompanying standalone financial statements of Katare SpinningMills Limited ("the Company") which comprise the Balance Sheet as at 31stMarch2020 the Statement of Profit and Loss (including other comprehensive income) the CashFlow Statement and the statement of changes in equity for theyear then endedand a summaryof the significant accounting policies and other explanatory information.
In my opinion and to the best of my information and according to the explanations givento me except for the effects of the matter described in the Basis for Qualified OpinionParagraph the aforesaid standalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India including Ind AS specified underSection 133 of the Act of the state of affairs (financial position) of the Company as at31st March 2020 and its Loss (financial performance including other comprehensiveincome) its cash flows and the changes in equity for the year ended on that date.
Basis for qualified Opinion
a. As stated in Note No. 07 to the accounts the included in other non-current assetsis a sum of Rs. 428.00lakh as deferred interest expenditure. In the past the Company hadavailed a term loan ICICI Bank Ltd (which was under OTS with them) and which wassubsequently assigned by ICICI to Kotak Mahindra Bank Ltd. Consequent upon assignment TheKotak Mahindra Bank Ltd filed suit against the Company in DRAT for recovery. The Companyhas settled the said loan with Kotak Mahindra Bank Ltd for an agreed amount of Rs.750.00lakh of which Rs. 325.00lakh was deposited before DRAT and Rs. 425.00lakh waspaid onor before 31/05/2013. Accordingly no loan balanceis now outstanding.
b. The Company had a transferred balance in Capital Reserve of Rs. 150.00lakh when theloan was settled with ICICI Bank Ltd. The said balance is then reversed from CapitalReserve and the balance Rs. 600.00lakh represented the amount of interest from the year2002 to the date of settlement. The Companyhas deferred this interest amount of Rs.600.00lakh to be written off over a period of 7 years and have accordingly charged Rs.172.00 lakh in the two years (2012-2013 & 2013- 2014) but has not chargedRs.428.00lakh to the statement of profit and loss (for the year under audit Rs.NIL and Rs.428.00 lakh in the preceding year 2014-15 2015-16 2016-17 2017-18& 2018-19) andbalance Rs. Nil should have been remained to be carried forward as deferred revenueexpenditure as on the date Balance Sheet.
c. Trade Receivables to the extent of Rs. 23.88lakhs and other current assets/advancesof Rs. 114.15 lakhs aggregating to Rs. 138.03 lakhs are bad for which no provision is madein the accounts as referred to in Note No.5 and Note No. 6 in the notes on accounts
d. Unapplied interest on Term Loan Rs. 147.55 Lakh & on Cash Credit Rs. 90.42 Lakhaggregating to Rs. 237.97 Lakh is not provided in the books of accounts.
e. Had the items reported in (b) and (c) above been charged to the statement of profitand loss the Loss for the year of Rs. 222.60 lakh would have been increased by Rs. 780.12lakh resulting into total loss of Rs. 1002.72Lakh. To that extent it has resulted intooverstatement of year end net Current Assets and Reserves and Surplus by Rs. 1002.72 lakh.
Material Uncertainty Related to Going Concern
The Company's net worth is negative and the borrowings from bank have been classifiedby the lenders as non-performing assets in the past. The Company has initiated a One TimeSettlement application (OTS) with the bank. The company has submitted one-time settlement(OTS) application to the Bank of India the lender. Bank has approved the amount of OTStentatively at Rs. 11.17 Crore as against ledger outstanding balance in the books of thebank of Rs. 15.95 crore (excluding accrued interest from the date of NPA). Accordinglycompany has deposited Rs. 2.46 Crore against OTS with the bank. As the OTS is subject tothe competent approval of the competent authority. Accordingly company has not given anyeffect of OTS in the books of accounts for want of finality.
The building and equipment of company's hotel division viz. Hotel Tripursundari is inthe possession of the lender bank under the SARFAECI Act and its operation arediscontinued. In the spinning section the plant is not running to its optimum capacity
The above factors cast a significant uncertainty on the Company's ability to continueas a going concern. Pending the resolution of the above uncertainties the Company hasprepared the aforesaid statement on a going concern basis.
Key Audit Matters:
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the standalone financial statementsas-a-whole and in forming our opinion thereon and we do not provide a separate opinionon these matters
Outstanding Term Loan cash credit and recovery proceeding thereof:
|Key Audit Matter ||How the same is addressed in the audit |
|Unpaid amounts of term loan cash credit and interest thereon || Assessing provisions: I critically assessed and challenged the adequacy of provisions and contingent liability disclosures including management's ability to reliably estimate the monetary impact. My procedure included comparing assumptions to historical data approved settlement agreements and enquiry of lawyers. |
|There is pending and ongoing legal dispute relating to recovery of outstanding term loan and cash credit availed from Bank of India. In said litigation and regulatory matters significant judgement is required by management to determine whether a present obligation exists and whether a provision should be recognized. If there is a present obligation there are significant judgements in determining the measurement of provisions which are subject to the future outcome of legal or regulatory processes. || |
| || Assessing transparency: Assessed whether the disclosures related to significant litigation and regulatory matters adequately disclose the potential liabilities and the significant uncertainties that exist. |
| || My results: I considered the provisions for legal and regulatory matters are recognized including the related disclosures and the contingent liability disclosure made in relevant note. |
|Deferred Tax Asset ||I evaluated the taxation provisions and potential exposures. This included: |
|There is a complexity relating to the treatment and recognition of current and deferred taxation arising from significant or unusual transactions may be ambiguous and thereby require legal opinion. In addition the determination of whether to recognize deferred taxation assets is dependent on the directors' assessment of the utilisation of the historical taxation losses and the timing of realising temporary differences which requires significant judgement. || |
| || Analysing the taxation consequences arising on significant or unusual transactions to determine if the treatment adopted is appropriate under the circumstances and/or based on appropriate legal counsel opinion obtained by the directors. |
| || Analysing the current and deferred taxation calculations for compliance with relevant taxation legislation and uncertainty to recoup the same by way of future taxable profits |
|With respect to uncertain taxation positions the directors make provision for taxation based on the most probable outcome. || |
|As a result taxation is considered a key audit matter due to the complexities and judgement arising from the considerations relating to the calculation recognition and classification of current and deferred tax balances. || Evaluating the directors' assessment of the estimated manner in which the timing differences including the recoverability of the deferred taxation assets would be realised by comparing this to evidence obtained in respect of other areas of the audit including cash flow forecasts minutes of directors' meetings and evidence obtained in other areas during the performance of our audit procedures. |
|The disclosures relating to taxation and deferred taxation are contained in note No.8 of the financial statements. || |
| || Critically evaluating the assumptions made by the directors for uncertain current and deferred taxation positions to assess whether appropriate current and deferred taxation provisions have been recognised and are based on the most probable outcome. |
| || I assessed the disclosures to ensure that this was accurately and appropriately recognised and found that the disclosures relating to the current and deferred tax are appropriate |
|Depreciation: ||The hotel division being not in operation company has neither assessed nor provided the depreciation on these assets and impact on the loss can not be ascertained. |
|As stated above the company's hotel division's building and equipment are in the possession of lender bank under SARFACEI Act and hotel is not in operation. || |
|Payment of Gratuity ||It has been observed that No provision is made for payment of gratuity on actuarial basis as on 31stMarch 2020 hence its impact on the net Loss could not be ascertained. |
|Ascertainment and its Provision for payment of gratuity liable under the respective asset || |
Information other than the financial statements and auditors' report thereon
The Company's board of directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the Board'sReport including Annexures to Board's Report Business Responsibility Report but does notinclude the financial statements and our auditor's report thereon.
My opinion on the financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.
In connection with our audit of the financial statements my responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated.
If based on the work I have performed I conclude that there is a materialmisstatement of this other information I am required to report that fact. I have nothingto report in this regard.
Management's Responsibility for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese financial statements that give a true and fair view of the state of affairs(financial position) Profit or Loss (financial performance including other comprehensiveincome) cash flows and changes in the equity of the Company in accordance with theaccounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) specified under Section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
My responsibility is to express an opinion on these financial statements based on myaudit.
I have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.
I conducted my audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that I comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthesefinancial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the financial statements.
I believe that the audit evidence I have obtained is sufficient and appropriate toprovide a basis for my audit opinion on the standalone financial statements.
Emphasis of the Matter
I draw attention to -
The cash credit and term loan availed by the company from Bank of India have becomeNon-Performing Assets due to defaults in payments of Installments and interest thereon andthe loan accounts have been classified as Non-performing assets. Accordingly the lenderbank has not charged interest on the loan account. Howevercompany has made provision inthe books of accounts for unapplied interest on the reasonable estimate based on the termsof loan till 31/03/2019.
The lenders Bank of India have taken possession of property of hotel division of thecompany on 25/10/2017 under SARFESAI Act and from that date the hotel business of thecompany is not operating. The company has submitted onetime settlement (OTS) applicationto the lender Bank of India. Bank has approved the amount of OTS tentatively at Rs.11.17 Crore as against ledger outstanding balance in the books of the bank of Rs. 15.95crore (excluding accrued interest from the date of NPA). Accordingly company hasdeposited Rs. 2.46 Crore against OTS with the bank. As the OTS is subject to the competentHowever the effects of OTS are not given in the books of accounts as the OTS is subject toapproval of the competent authority.The financials have been prepared on the assumption ofgoing concern as the management is of the opinion that the company will remain in businessin the foreseeable future.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order 2016 ("the Order) issuedby the Central Government in terms
of sub-section (11) of section 143 of the Act I give in "Annexure A" astatement on matters specified in paragraphs 3
and 4 of the said order.
2. As required by Section 143 (3) of the Act I report that:
(a) I have sought and obtained all the information and explanations which to the bestof my knowledge and belief were necessary for the purposes of my audit.
(b) In my opinion proper books of account as required by law have been kept by theCompany so far as it appears from my examination of those books;
(c) The standalone financial statements dealt with by this report are in agreement withthe books of account
(d) Except for the possible effects of the matter described in the basis for qualifiedopinion paragraph in my opinion on the financial statements these statements comply withthe Ind AS specified under Section 133 of the Act;
(e) On the basis of the written representations received from the directors and takenon record by the Board of Directors none of the directors is disqualified as on March 312020 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the Internal Financial controls over financialreporting of the Company and the operative effectiveness of such controls refer to myseparate report in "Annexure B" and
(g) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in my opinionand to the best of my information and according to the explanations given to me:
I. The Company has disclosed the impact of pending litigations on its Ind AS standalonefinancial statements;
II. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses;
III. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company;
N. R. Waghchaure& Associates
Nilkanth R. Waghchaure
ICAI Membership No.: 048890
UDIN : 20048890AAAABC7393
ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT
The annexure referred to in the Independent Auditors' Report to the members of theCompany on the standalone financial
statements for the year ended 31st March 2020 I report that
(i) In respect of its fixed assets:
a) The Company has maintained proper records showing full particulars includingquantitative details and the situation of the fixed assets.
b) Fixed assets have been physically verified by the management during the year inaccordance with the phased programme of verification adopted by the management which inmy opinion provides for physical verification of all the fixed assets at reasonableintervals. No material discrepancies were noticed on such verification. In my opinionthis periodicity of physical verification is reasonable having regard to the size of theCompany and nature of its assets.
c) According to the information and explanation given to me and on the basis of myexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company.
(ii) In respect of its inventory:
a) The inventories of finished goods semi-finished goods stores spare parts and rawmaterials were physically verified at regular intervals by the Management.
b) The procedures of physical verification of inventories followed by the Managementwere reasonable and adequate in relation to the size of the Company and the nature of itsbusiness.
c) The Company has maintained proper records of its inventories. According toinformation and explanation given to me the discrepancies noticed on physicalverification of stocks as compared to book records were not material and have beenproperly dealt with in the books of account.
(iii) The Company has not granted any loans to companies firms or other partiescovered in the Register maintained under Section 189 of the Companies Act 2013 andtherefore paragraph 3(iii) of the Order is not applicable.
(iv) In my opinion and according to information and explanations given to me theCompany has complied with the provisions of Section 185 and 186 of the Act with respectto loans and investments made.
(v) The Company has not accepted any deposits from the public.
(vi) I have broadly reviewed the cost records maintained by the Company pursuant to theRules made by the Central Government under Section 148(1) of the Companies Act 2013 and Iam of the opinion that prima facie the prescribed cost records have been made andmaintained. I have however not made a detailed examination of these records with a viewto determining whether they are accurate or complete.
(vii) In respect of statutory dues:
a) According to the information and explanation given to me and on the basis of myexamination of the records of the Company amounts deducted/accrued in the books ofaccount in respect of undisputed statutory dues including Provident Fund Employees StateInsurance Income-tax Sales Tax Value Added Tax Wealth Tax Service Tax Excise DutyCess. GST and other material statutory dues have been regularly deposited during the yearby the Company with the appropriate authoritiesexcept outstanding Maharashtra Value AddedTax Liability of Rs. 2093155 and GST of Rs. 305931 aggregating to Rs. 2399086
According to the information and explanation given to me no undisputed amounts payablein respect of provident fund income-tax wealth tax excise duty sales tax value addedtax cess and other material statutory dues were in arrears as at 31 March 2020 for aperiod of more than six months from the date they became payable.
b) According to the information and explanation given to me there are no material duesof statutory nature which have not been deposited with the appropriate authorities onaccount of any dispute except the following dues which have not been deposited by thecompany on account of disputes:
|Name of the Statute ||Nature of Dues ||Amount (in Rs.) ||Period to which the amount relates ||Forum where the dispute is pending |
|MVAT Act 2002 ||Sales Tax interest and penalty ||1055741 ||FY 2008-09 ||DCST-Appeals Solapur |
|MVAT Act 2002 ||Sales Tax Interest and Penalty ||2652358 ||FY 2010-11 ||DCST-Appeals Solapur |
(viii) The Company has defaulted in the repayment of Installments of Term Loan availedfrom Bank of India of Rs. 653.95 and unpaid interest thereon of Rs. 74.40 lakh andunapplied interest on Term Loan of Rs. 72 1.62 lakh and unapplied interest on Cash creditof Rs. 433.26 (aggregating towards repayment of loan & interest of Rs. 1154.88) andthe Special Capital Incentive Rs. 3.16 lakh aggregating in total of Rs. 1158.04 lakh whichhas remained unpaid as at the date of balance sheet.
(ix) The Companydid not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyparagraph 3(ix) of the order is not applicable.
(x) According to the information and explanation given to menomaterial fraud by theCompany or on the Company by its officers or employees have been noticed or reportedduring the course of my audit.
(xi) According to the information and explanation given to me and on the basis of myexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V of the Act.
(xii) In my opinion and according to the information and explanations given to me theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the order is notapplicable.
(xiii) According to the information and explanation given to me and on the basis of myexamination of the records of the Company transaction with related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the Ind AS 24related party disclosures specified under section 133 of the Act.
(xiv) According to the information and explanation given to me and based on myexamination of the records of the Companythe Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.
(xv) According to the information and explanation given to me and on the basis of myexamination of the records of the Company the Company has not entered into non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe order is not applicable.
(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.
N. R. Waghchaure& Associates Chartered Accountants
Nilkanth R. Waghchaure Proprietor
ICAI Membership No.: 048890 Solapur 16/07/2020
"Annexure B" to the Independent Auditor's Report of even date on theFinancial Statements of Katare Spinning Mills Limited.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")
I have audited the internal financial controls over financial reporting of KatareSpinning Mills Limited ("the Company") as of 3 1stMarch2019 inconjunction with my audit of the Ind AS financial statements of the Company for the yearended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India (ICAI). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to Company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 20 13.
My responsibility is to express an opinion on the Company's internal financial controlsover financial reporting based on my audit. I conducted my audit in accordance with theGuidance Note on Audit of Internal Financial Controls Over Financial Reporting (the"Guidance Note") and the Standards on Auditing issued by ICAI and deemed to beprescribed under section 143(10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountants of India. ThoseStandards and the Guidance Note require that I comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects.
My audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. My audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reporting
assessing the risk that a material weakness exists and testing and evaluating thedesign and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of thefinancial statements whether due to fraud or error.
I believe that the audit evidence I have obtained is sufficient and appropriate toprovide a basis for my audit opinion on the Company's internal financial controls systemover financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A Company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A Company's internal financial control over financialreporting include those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable details accurately and fairly reflect the transactions anddispositions of the assets of the Company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the Company are being made only in accordance with authorizations ofmanagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of theCompany's assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
In my opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31 March 2020 based on theinternal control over financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.
N. R. Waghchaure& Associates Chartered Accountants
Nilkanth R. Waghchaure Proprietor
ICAI Membership No.: 048890